Note: This English translation is made for reference purposes only, and in the event of any discrepancies
between the English version and the Japanese version, the Japanese version prevails.
Securities code: 4410
June 1, 2023
To Shareholders with Voting Rights:
3-8-4 Nihonbashi, Chuo-ku, Tokyo, Japan
Harima Chemicals Group, Inc.
Yoshihiro Hasegawa, President

NOTICE OF THE 81st ANNUAL GENERAL MEETING OF
SHAREHOLDERS
We hereby inform you that the 81st Annual General Meeting of Shareholders of Harima Chemicals Group,
Inc. (the “Company”) will be held as described below.
You may exercise your voting rights in writing or via the Internet, etc. in lieu of attending the Meeting. Please
review the attached Reference Documents for the General Meeting of Shareholders and exercise your voting
rights in accordance with the “Guide to the Exercise of Voting Rights” (page 2) no later than 5:20 p.m.
Japan time on Thursday, June 22, 2023.
We will live-stream the General Meeting of Shareholders on the Internet, so that you can view it from yourhome and other places. Please refer to the “Guide to the Live-streaming” (page 4) for details.
1. Date and Time:
Friday, June 23, 2023 at 10.00 a.m. Japan time
2. Place
Kago no ma
2F, Kakogawa Plaza Hotel
800 Mizonokuchi, Kakogawa-cho, Kakogawa-shi, Hyogo Prefecture(Please see the “Directions to the Site for the General Meeting of Shareholders” on the back cover. (Japaneseonly))
3. Meeting Agenda:
Matters to be reported:
1. The Business Report and Consolidated Financial Statements for the Company’s 81st Fiscal Year (April 1,
2022 - March 31, 2023) and results of audits by the Accounting Auditor and the Audit & Supervisory
Committee of the Consolidated Financial Statements
2. Non-consolidated Financial Statements for the Company’s 81st Fiscal Year (April 1, 2022 - March 31,2023)
Proposals to be resolved:
Proposal 1:
Partial Amendments to the Articles of Incorporation
Proposal 2:
Election of Five (5) Managing Directors (Excluding Managing Directors Serving as Audit &Supervisory Committee Members)
Proposal 3:
Election of Three (3) Managing Directors Serving as Audit & Supervisory Committee
Members
Proposal 4:
Election of Two (2) Substitute Managing Directors Serving as Audit & Supervisory
Committee Members- 1 -The Company provides the reference documents for the convocation of this General Meeting of Shareholders
electronically and has posted this Notice of Convocation on the Company’s website.
The Company’s website
https://www.harima.co.jp/ir/library/resolution.html
In addition, these documents are also available on the following website.
Tokyo Stock Exchange website (TSE-listed company information service)https://www2.jpx.co.jp/tseHpFront/JJK010010Action.do?Show=Show
Please access the website above, enter or search for the Company’s name (Harima Chemical Group) or
securities code (4410), and select “Basic information,” “Documents for public inspection/PR information” and“Notice of General Shareholders Meeting/Informational Materials for a General Shareholders Meeting” in thatorder to view the results.

- 2 -Reference Documents for the General Meeting of Shareholders

Proposals and References
Proposal 1: Partial Amendments to the Articles of Incorporation

1. Reasons for the proposal(1) In order to handle the expansion of business areas, the Company will add foodstuffs to the description ofbusiness established in Article 2 (Purpose), Item 1 of the current Articles of Incorporation, and will amend
Items 4 to 6 of the same article to clarify the description of business in line with the current state of theCompany’s business.
(2) Apart from the above, we will make minor changes to appearance, etc.
2. Details of the amendments
The details of the amendments are as follows.
Current Articles of Incorporation
Article 2 (Purpose)
The purpose of the Company is to engage in thefollowing business, and to control and manage thebusiness activities of companies engaged in thefollowing business and foreign companies engaged
in equivalent business by owning shares or equity
interests in those companies.
1. The manufacture, processing, sale, import andexport of each of the following products, theirraw materials, by-products and related productsa. Natural resins, and oily materials such as
turpentine and tall oil
b. Synthetic resins, synthetic resin additives,
metal soaps and other industrial chemicals
c. Pharmaceuticals, agricultural chemicals,
fragrances and flavorings
d. Products used in arable/pastoral agriculture,
aquaculture and forestry(Newly established)
2. Business activities relating to ordinary
warehouse storage
3. Business activities relating to refrigerated
warehouse storage
4. Business activities relating to the acquisition,
conveyance and provision of rights to intangible
assets such as industrial property rights andknow-how
5. Business activities relating to the operation andmanagement of real estate, golf courses, golf
practice grounds, other sports facilities andrelated facilities
6. Real estate leasing
7. Administrative agency work such as
management, labor and accounting
8. Loans of money, loan agency and brokerage, andguarantees
9. Business activities relating to all forms of work
supplementary to or associated with each of theabove(Amended parts are underlined.)
Proposed Amendments
Article 2 (Purpose)
The purpose of the Company is to engage in thefollowing business, and to control and manage thebusiness activities of companies engaged in thefollowing business and foreign companies engaged
in equivalent business by owning shares or equity
interests in those companies.
1. The manufacture, processing, sale, import andexport of each of the following products, theirraw materials, by-products and related productsa. Natural resins, and oily materials such as
turpentine and tall oil
b. Synthetic resins, synthetic resin additives,
metal soaps and other industrial chemicals
c. Pharmaceuticals, agricultural chemicals,
fragrances and flavorings
d. Products used in arable/pastoral agriculture,
aquaculture and forestry
e. Foodstuffs
2. Business activities relating to ordinary
warehouse storage
3. Business activities relating to refrigerated
warehouse storage
4. Business activities relating to the acquisition,
conveyance and provision of rights to intangible
assets such as intellectual property rights andknow-how
5. Business activities relating to the operation andmanagement of golf courses, golf practicegrounds, other sports facilities and related
facilities
6. Sales, leasing and management of real estate
7. Administrative agency work such as
management, labor and accounting
8 Loans of money, loan agency and brokerage, andguarantees
9. Business activities relating to all forms of work
supplementary to or associated with each of the
above

- 3 -

Proposal 2: Election of Five (5) Managing Directors (Excluding Managing Directors
Serving as Audit & Supervisory Committee Members)

The terms of office for all of the five (5) Managing Directors (excluding Managing Directors serving as Audit& Supervisory Committee Members, the same shall apply hereinafter in this Proposal) will expire at theconclusion of this Annual General Meeting of Shareholders. Accordingly, the Company proposes the electionof five (5) Managing Directors.
The candidates for Managing Director have been determined at a meeting of the Board of Managing Directors
meeting following the deliberations of the Nomination and Remuneration Committee. In addition, no
objections were raised in a review by the Audit & Supervisory Committee.
The candidates for Managing Director are as follows:
No.

Name

Current positions and responsibilities at theCompany
President

Candidate status

1

Yoshihiro
Hasegawa

2

Teruo Kaneshiro

Senior Executive Managing Director
Senior Managing Executive Officer

Reappointment

3

Ichiro Taninaka

Senior Executive Managing Director
Senior Managing Executive Officer
Resins & Tall Oil Products Business Exercise
ControlPresident and CEO, LAWTER B.V.
R&D Exercise Control
R&D Company President

Reappointment

4

Shunichiro Taoka

Executive Managing Director
Managing Executive Officer
Global Business Director
Corporate Planning Director

Reappointment

5

Eiketsu Ro

Managing Executive Officer
Paper Chemicals Company President

New appointment- 4 -Reappointment

1

Yoshihiro Hasegawa(August 30, 1947)

Reappointment

Number of shares of the Company held
139,940
Reason for nomination as candidate for Managing Director
Mr. Yoshihiro Hasegawa has been in charge of management of the Group as Managing Director for many
years.
He possesses a proven track record of having led the entire Group to date as well as a wealth of experienceand high level of insight in overall management, which are indispensable to the management of the Group.
The Company has therefore judged that he is qualified to continue to serve as Managing Director.
Career summary, positions, responsibilities, and significant concurrent positions
April 1977
Joined the Company
December 1977 Managing Director
August 1983
Executive Managing Director
June 1985
Vice President
June 1987
Representative Managing Director and Vice President
May 1988
President, Harima Shoji, Inc. (currently Harima Trading, Inc.) (current position)
June 1988
November 1994
April 2004
October 2012
June 2014

President, the Company (current position)
President, Harima M.I.D., Inc. (current position)
Chairman, Shorai Foundation for Science and Technology (current position)
President, Harima Chemicals, Inc. (current position)
Chairman, LAWTER B.V. (current position)

- 5 -

2

Teruo Kaneshiro(December 31, 1950)

Reappointment

Number of shares of the Company held
89,606
Reason for nomination as candidate for Managing Director
Mr. Teruo Kaneshiro possesses a proven track record of having significantly contributed to the establishmentof the management division of the Group over many years as well as a wealth of experience and high level of
insight in overall management, which are indispensable to the management of the Company. The Company
has therefore judged that he is qualified to continue to serve as Managing Director.
Career summary, positions, responsibilities, and significant concurrent positions
April 1973
Joined Kobe Bank (currently Sumitomo Mitsui Banking Corporation)
February 2004
Accounting Director, the Company
June 2004
Managing Director
June 2009Management Senior Division Manager
June 2010
Executive Managing Director
October 2012
Accounting Director, General Affairs Director, Legal Affairs Director, Human Resources
Director, Public Relations Director
October 2012Managing Director, Harima Chemicals, Inc.
June 2014
Head Office Group Management Control, the Company
June 2016
Senior Executive Managing Director (current position)
June 2016
Senior Managing Executive Officer (current position)
April 2020
Nomination and Remuneration Committee Member (current position)

- 6 -

3

Ichiro Taninaka(March 12, 1968)

Reappointment

Number of shares of the Company held
26,135
Reason for nomination as candidate for Managing Director
Mr. Ichiro Taninaka possesses a proven track record of having led the R&D Exercise of the Group over many
years as well as a wealth of experience and high level of insight in overall management. He is also
indispensable to the management of the Company as the person responsible for the management of LAWTER
B.V., a major overseas business of the Company, as President and CEO. The Company has therefore judgedthat he is qualified to continue to serve as Managing Director.
Career summary, positions, responsibilities, and significant concurrent positions
April 1993
Joined the Company
April 2005
Development Director, Central Research Laboratory
June 2008
Operating Officer
June 2010
Managing Director
January 2011
Corporate Planning Director
October 2012
Corporate Planning Director
October 2012
Information System Director
October 2012
Auditing Director, Operation Director
June 2014
Executive Managing Director
June 2014
Managing Executive Officer
June 2014
President and CEO, LAWTER B.V. (current position)
June 2020
Senior Executive Managing Director, the Company (current position)
June 2020
Senior Managing Executive Officer (current position)
June 2021
Resins & Tall Oil Products Business Exercise Control (current position)
June 2021
Managing Director, Harima Chemicals, Inc. (current position)
March 2023
R&D Exercise Control (current position)
March 2023
R&D Company President (current position)

- 7 -

4

Shunichiro Taoka(October 21, 1959)

Reappointment

Number of shares of the Company held
17,960Reason for nomination as candidate for Managing Director
Mr. Shunichiro Taoka possesses a high level of insight based on his many years of experience in global
business and wealth of experience in overall corporate management including overseas subsidiaries, which are
indispensable to the management of the Group. The Company has therefore judged that he is qualified tocontinue to serve as Managing Director.
Career summary, positions, responsibilities, and significant concurrent positions
April 1982
Joined Taiyo Kobe Bank (currently Sumitomo Mitsui Banking Corporation)
August 2008
General Manager attached to Business Audit Department (New York)
October 2012
Auditing Director, the Company
October 2013
Operating Officer
June 2015
Global Business Group Director
June 2017Managing Director
June 2017
Senior Operating Officer
June 2017
Global Business Director (current position)
June 2017
Corporate Planning Director (current position)
June 2021
Executive Managing Director (current position)
June 2021
Managing Executive Officer (current position)

- 8 -

5

Eiketsu Ro(July 5, 1959)

New appointment

Number of shares of the Company held
5,566
Reason for nomination as candidate for Managing Director
Mr. Eiketsu Ro possesses a proven track record in global development in the paper chemicals business of theCompany over many years as well as a wealth of experience and high level of insight, which are indispensable
to the management of the Company. The Company has therefore judged that he is qualified to serve as
Managing Director.
Career summary, positions, responsibilities, and significant concurrent positions
April 1998
Joined the Company
September 2012 Vice President, Hangzhou Hanghua Harima Chemicals Co., Ltd.
June 2017
Operating Officer
April 2018
Vice President, Paper Chemicals Company
June 2018
Senior Operating Officer
June 2018
President, Paper Chemicals Company (current position)
June 2019
Managing Director
June 2022
Resigned as Managing Director
June 2022
Managing Executive Officer (current position)(Notes)

1.
2.
3.
4.
5.
6.
7.

The Company’s Nomination and Remuneration Committee is a voluntary advisory body,which consists of a majority of Independent Outside Officers and is chaired by an Independent
Outside Officer.
Mr. Yoshihiro Hasegawa, a candidate for Managing Director, concurrently serves as Presidentof Harima Chemicals, Inc., from which the Company has received a debt guarantee. In
addition, the Company has provided Harima Chemicals, Inc. with intra-group loans.
Mr. Yoshihiro Hasegawa, a candidate for Managing Director, concurrently serves as Presidentof Harima Trading, Inc., to which the Company has provided intra-group loans.
Mr. Yoshihiro Hasegawa, a candidate for Managing Director, concurrently serves as Presidentof Harima M.I.D., Inc., to which the Company has provided intra-group loans.
There are no special interests between the other candidates for Managing Director and theCompany.
The number of shares of the Company held by each candidate includes the candidate’s equity
interest in the Harima Chemicals Officers’ Shareholding Association.
The Company has concluded a liability insurance agreement for officers, etc., (management
risk protection insurance agreement) with an insurance company, with the Managing Directors
as the insured, as stipulated in Article 430-3, Paragraph 1 of the Companies Act, which isscheduled to be renewed in July 2023. The insurance agreement covers legal expenses andmonetary damages to be borne by the insured arising from corporate litigations, third party
litigations, and derivative lawsuits. The details of the agreement are as stated in the Business
Report (page 29). If each candidate is elected, he/she will be included as insured under said
insurance agreement.

- 9 -Proposal 3: Election of Three (3) Managing Directors Serving as Audit & Supervisory
Committee Members

The terms of office for three (3) of the four (4) Managing Directors serving as Audit & Supervisory
Committee Members will expire at the conclusion of this Annual General Meeting of Shareholders.
Accordingly, the Company proposes the election of three (3) Managing Directors serving as Audit &Supervisory Committee Members.
The candidates for Managing Director have been determined at a meeting of the Board of Managing Directors
meeting following the deliberations of the Nomination and Remuneration Committee. In addition, no
objections were raised by the Audit & Supervisory Committee.
The candidates for Managing Director serving as Audit & Supervisory Committee Member are as follows:1

Hideo Yamada(July 11, 1955)

Reappointment

Number of shares of the Company held
8,071
Reason for nomination as candidate for Managing Director
Mr. Hideo Yamada possesses a high level of insight based on his many years of duties and experience atfinancial institutions and a wealth of experience in the overall management of the Company, and the Company
has judged that he is qualified to continue to serve as Managing Director serving as Audit & Supervisory
Committee Member.
Career summary, positions, responsibilities, and significant concurrent positions
April 1978
Joined Taiyo Kobe Bank (currently Sumitomo Mitsui Banking Corporation)
October 2003
General Manager, Keihankyobashi Branch
April 2010
Executive Officer, Manager of Financial Group, Corporate Planning Division, ARRK
Corporation
June 2011
Joined the Company, Global Director
June 2012
Operating Officer
October 2012
Corporate Planning Director
June 2014
Corporate Planning Director
June 2014
Information System Director
June 2017Managing Director Serving as Audit & Supervisory Committee Member (current position)
June 2017
Corporate Auditor, Harima Chemicals, Inc. (current position)- 10 -

2

Tatsuya Michigami(July 14, 1957)

Reappointment

OutsideIndependent

Number of shares of the Company held
0
Reason for nomination as candidate for Managing Director
Mr. Tatsuya Michigami possesses a wealth of experience and high-level insight as an attorney and based on
his track record auditing the duties of the Company’s Managing Directors from that professional perspective,
and providing appropriate advice and recommendations in important management decision-making positions
at the Company, the Company has judged that he is qualified to serve as Managing Director serving as Audit& Supervisory Committee Member expecting that he will continue to play that role.
Career summary, positions, responsibilities, and significant concurrent positions
April 1984
Registered as an attorney
April 1987
Opened Kitamon General Law Office (to present)
June 1987
Outside Corporate Auditor at the Company
June 2015
Managing Director Serving as Audit & Supervisory Committee Member (current position)
April 2020
Nomination and Remuneration Committee Chair (current position)- 11 -

3

Tsuneo Takahashi (October 8, 1952) Reappointment

OutsideIndependent

Number of shares of the Company held
0
Reason for nomination as candidate for Managing Director
Mr. Tsuneo Takahashi possesses high-level insight from many years of experience in corporate management
and finance-related work, and based on his track record of providing appropriate advice and recommendations
for the Company’s management strategy and corporate governance, the Company has judged that he isqualified to serve as a Managing Director Serving as Audit & Supervisory Committee Member expecting that
he will continue to play that role.
Career summary, positions, responsibilities, and significant concurrent positions
April 1976
Joined Mitsubishi Corporation
May 1986
Mitsubishi Corporation Finance PLC
October 2003
President, Mitsubishi Corporation Securities Ltd.
March 2006
Director, Natsource Japan Co., Ltd.
June 2012
Full-time Auditor, Mitsubishi Corporation Plastics Ltd.
February 2016
Director, Institute of Corporate Governance, Japan (current position)
June 2017Managing Director Serving as Audit & Supervisory Committee Member (current position)
April 2020
Nomination and Remuneration Committee Member (current position)(Notes)

1.
2.
3.
4.

5.
6.
7.

8.

The Company’s Nomination and Remuneration Committee is a voluntary advisory body,which consists of a majority of Independent Outside Officers and is chaired by an Independent
Outside Officer.
There are no special interests between the other candidates for Managing Director Serving as
Audit & Supervisory Committee Member and the Company.
Mr. Tatsuya Michigami and Mr. Tsuneo Takahashi are candidates for Outside Managing
Director.
The outline of the details of the liability limitation agreements with the Outside Managing
Directors is as follows.
The Company has concluded agreements with Mr. Tatsuya Michigami and Mr. Tsuneo
Takahashi that limit their liability for damages under Article 423, Paragraph 1 of theCompanies Act pursuant to Article 427, Paragraph 1 of the Companies Act and the provisionsof the Articles of Incorporation of the Company.
The maximum amount of liability based on these agreements is the minimum amountstipulated by law. If they are reappointed, the Company plans to continue these limited liability
agreements with them.
Mr. Tatsuya Michigami and Mr. Tsuneo Takahashi have registered as independent officers with
the Tokyo Stock Exchange.
The number of shares of the Company held by each candidate includes the candidate’s equity
interest in the Harima Chemicals Officers’ Shareholding Association.
Mr. Tatsuya Michigami is currently an Outside Managing Director Serving as Audit &Supervisory Committee Member at the Company, and his period of office will be eight (8)years at the conclusion of this Annual General Meeting of Shareholders. In the past, Mr.
Michigami was a non-executive officer (outside auditor) of the Company.
Mr. Tsuneo Takahashi is currently an Outside Managing Director Serving as Audit &Supervisory Committee Member at the Company, and his period of office will be six (6) years
at the conclusion of this Annual General Meeting of Shareholders.

- 12 -

9.

The Company has concluded a liability insurance agreement for officers, etc., (management
risk protection insurance agreement) with an insurance company, with the Managing Directors
as the insured, as stipulated in Article 430-3, Paragraph 1 of the Companies Act, which isscheduled to be renewed in July 2023. The insurance agreement covers legal expenses andmonetary damages to be borne by the insured arising from corporate litigations, third party
litigations, and derivative lawsuits. The details of the agreement are as stated in the Business
Report (page 29). If each candidate is elected, he/she will be included as insured under said
insurance agreement.

- 13 -

(Reference) Expertise and Experience of Managing Directors (skills matrix)
When Proposals 2 and 3 are approved as originally proposed at this Annual General Meeting of Shareholders,expertise and experience possessed by each Managing Director are as follows.
Name
Yoshihiro
Hasegawa
Teruo
Kaneshiro

IchiroTaninaka

Shunichiro
Taoka

Current positions andresponsibilities at the Company
President
Senior Executive Managing
Director
Senior Managing Executive
Officer
Senior Executive Managing
Director
Senior Managing Executive
OfficerResins & Tall Oil Products
Business Exercise Control
President and CEO, LAWTER
B.V.
R&D Exercise Control
R&D Company President
Executive Managing Director
Managing Executive Officer
Global Business Director
Corporate Planning Director

Corporate
management

Financialaccounting

Legal







Managing Executive Officer
Paper Chemicals Company
President

Hideo
YamadaManaging Director Serving as
Audit & Supervisory Committee
Member

Tatsuya
MichigamiManaging Director Serving as
Audit & Supervisory Committee
Member (Outside)

TsuneoTakahashiManaging Director Serving as
Audit & Supervisory Committee
Member (Outside)

Yuka
HayashiManaging Director Serving as
Audit & Supervisory Committee
Member (Outside)

R&D/
Manufacturing









ESG





Eiketsu
Ro

Internationality



























* The matrix above does not describe all of the knowledge and experience possessed by each Managing Director.

- 14 -

Proposal 4: Election of Two (2) Substitute Managing Directors Serving as Audit &Supervisory Committee Members

To prepare for any situation in which the number of Managing Directors serving as Audit & Supervisory
Committee Members falls below the number prescribed by laws and regulations, the Company proposes theelection of two (2) Substitute Managing Directors serving as Audit & Supervisory Committee Members inadvance. If Proposal 3 is approved as originally proposed, the Company proposes the election of Mr.
Yoshinari Hikosaka as substitute for Mr. Tatsuya Michigami, Mr. Tsuneo Takahashi and Ms. Yuka Hayashi,
Outside Managing Directors serving as Audit & Supervisory Committee Members, and Mr. Akio Kawabata as
substitute for Mr. Hideo Yamada, Managing Director serving as Audit & Supervisory Committee Member.
The candidates for Managing Director have been determined at a meeting of the Board of Managing Directors
meeting following the deliberations of the Nomination and Remuneration Committee. This proposal has been
approved by the Audit and Supervisory Committee.
The candidates for Substitute Managing Director serving as Audit & Supervisory Committee Member are as
follows:
No. 1
Yoshinari Hikosaka(October 18, 1957)
Number of shares of the Company held0
Career summary, positions, responsibilities, and significant concurrent positions
April 1980
Joined Osaka Regional Taxation Bureau
July 2016
Deputy Regional Commissioner, First Large Enterprise Department, Osaka Regional
Taxation Bureau
July 2017
Director, Nara Tax Office
September 2018
Opened Yoshinari Hikosaka Tax Accountant Office (to present)

No. 2
Akio Kawabata(October 23, 1958)
Number of shares of the Company held
600
Career summary, positions, responsibilities, and significant concurrent positions
April 1983
Joined the Company
March 2002
Director, Group 2, Central Research Laboratory
June 2015
Internal Control Director (current position)
March 2019
Auditing Director (current position)(Notes)

1.
2.
3.
4.

5.

The Company’s Nomination and Remuneration Committee is a voluntary advisory body,which consists of a majority of Independent Outside Officers and is chaired by an Independent
Outside Officer.
There are no special interests between the candidates for Substitute Managing Director Serving
as Audit & Supervisory Committee Member and the Company.
Mr. Yoshinari Hikosaka is a Substitute Outside Managing Director serving as Audit &Supervisory Committee Member.
Although he has not been involved directly in corporate management, the reason for selecting
Mr. Yoshinari Hikosaka as a candidate for Substitute Outside Director serving as Audit &Supervisory Committee Member is that the Company has judged that he would be able toapply the knowledge and experience cultivated through many years of tax practice to theCompany’s auditing system if he is appointed as an Outside Managing Director.
If Mr. Yoshinari Hikosaka is appointed as a Managing Director serving as Audit & Supervisory
Committee Member, the Company plans to conclude a limited liability agreement with him
pursuant to Article 427, Paragraph 1 of the Companies Act. The maximum amount of liabilityof the Managing Director based on this agreements is the minimum amount established in
Article 425, Paragraph 1 of the Companies Act.
- 15 -

6.
7.

If Mr. Yoshinari Hikosaka is appointed Managing Director serving as Audit & Supervisory
Committee member, the Company plans to notify the Tokyo Stock Exchange of his
appointment as an independent officer.
The Company has concluded a liability insurance agreement for officers, etc., (management
risk protection insurance agreement) with an insurance company, with the Managing Directors
as the insured, as stipulated in Article 430-3, Paragraph 1 of the Companies Act, which isscheduled to be renewed in July 2023. The insurance agreement covers legal expenses andmonetary damages to be borne by the insured arising from corporate litigations, third party
litigations, and derivative lawsuits. The details of the agreement are as stated in the Business
Report (page 29). If each candidate is elected, he/she will be included as insured under said
insurance agreement.

- 16 -